i AHTICLES  OK  ASSOCIATION, 


ANJ> 


OFFICE,  NO.  102  MIDDLE  STREET 


STAPT.KS  A-  LUNT,  PRINTERS 

(corker  MIDDLE  AND  I'LUMB  STS.) 


UNIVERSITY  OF  ILLINOIS 
LIBRARY 


Class 

33^1 


Book 


Pe>57c 


Volume 


Ja  09-20M 


CHARTER, 


ARTICLES  OF  ASSOCIATION 


AND 

I ! V'  i 1 ■ '» 

BY-LAWS 


OF  THE 


Haiili  BHutual  mi  laiiiiig 


ASSOCIATION. 

stituted  August  5,  1853  ; incorporated  March  22,  1854. 

OFFICE,  NO.  102  MIDDLE  STREET, 

PORTI^?SrO.' 


PORTLAND: 

PRINTED  BY  STAPBES  A LENT, 

(COIiNER  MIDDLE  AND  PLUMB  STllEETS.) 

1SS4:. 


#fnctrs. 


NATHANIEL  E.  DEEKING,  President. 
EDWARD  P.  GERRISH,  - - Vice  President. 


DIRECTORS. 

NATHANIEL  ELSWORTH,  CHARLES  DAVIS. 

JOHN  PURINTON,  BENJ.  KINGSBURY,  JR. 

JOSEPH  H.  WHITE,  THOMAS  H.  TALBOT. 

CHARLES  R.  COFFIN. 

EDWARD  SHAW,  - - - - Secretary. 

HARRIS  C.  BARNES,  - - - Surveyor. 

JOHN  H.  WILLIAMS,  - - - Attorney. 


SPATE  0 F MAIN  E . 


H 

.IN  THE  YEAR  OF  OUR  LORD  ONE  THOUSAND  EIGHT  HUNDRED 
AND  FIFTY-FOUR. 

d 

O 

S)  AN  ACT  to  incorporate  the  Portland  Mutual  Loan  and 
■*  5^  Savings  Association, 


^ Be  it  enacted  by  the  Senate  and  House  of  Representatives  in  Legis- 
lature assembled^  as  follows : 

Section  1.  Nathaniel  F.  Deering,  Edward  P.  Genisli,  Nathaniel 
Elsworth,  John  Purinton,  Joseph  H.  White,  Charles  Davis,  Benja- 
min Kingsbury,  Jr.,  Thomas  H.  Talbot,  Charles  R.  Coffin,  Harris  C. 
Barnes,  John  H.  Williams  and  Edward  Shaw,  their  associates  and 
successors  are  hereby  constituted  a body  politic  and  corporate,  by  the 
name  of  the  Portland  Mutual  Loan  and  Savings  Associa- 
tion, for  the  purpose  of  accumulating  a fund  to  be  advanced  to  its 
members,  for  the  purpose  of  purchasing  and  improving  real  estate, 
^ and  removing  incumbrances  therefrom ; and  for  the  further  purpose  of 
^ accumulating  a fund  to  be  distributed  to  such  of  its  members,  as  shall 
then  hold  shares  upon  which  no  advances  have  been  made,  when  the 
^ilnds  of  the  corporation  shall  be  sufficient  to  pay,  over  and  above  all 
V-  debts  and  liabilities  of  the  corporation,  the  sum  of  eight  hundred  dol- 
lars,  to  the  several  holders  upon  each  such  share,  upon  which,  as 
^ aforesaid  no  advance  has  been  made. 

r\ 

Section  2.  The  number  of  shares  in  this  corporation  shall  not 
exceed  fifteen  hundred ; the  par  value  of  said  shares  shall  not  exceed 
eight  hundred  dollars  each ; and  no  member  shall  hold  more  than  fif- 
teen shares. 


4 


Section  3.  This  corporation  shall  terminate,  except  for  the  pur- 
pose of  settling  its  affairs,  whenever  all  its  shares  shall  have  been  ' 
redeemed  by  advances  thereon,  or  whenever  the  funds  of  the  corpora-  ^ 
tion  shall  be  sufficient  to  pay  to  the  holders  thereof,  upon  each  unre- 
deemed share,  the  sum  of  eight  hundred  dollars,  as  provided  in  the  first 
section  of  this  act. 


Section  4.  This  corporation  shall  advance  or  loan  its  funds  to 
its  members  only,  and  upon  real  estate  security;  and  no  member  shall 
receive  any  advance  greater  in  amount  than  the  value  of  the  shares 
for  which  he  may  have  subscribed,  less  the  amount  of  premium  he 
may  have  bid  for  said  advance  ; and  the  payment  by  members  of  en- 
trance fees,  premiums  or  advances,  monthly  dues  and  interest  and  fines 
as  fixed  by  the  by-laws  of  this  corporation,  shall  not  be  deemed  a vio- 
lation of  any  law  against  usury. 

Section  5.  This  corporation  shall  have  no  power  to  contract 
debts  other  than  those  arising  from  the  ordinary  expenses  of  business. 

Section  6.  This  corporation  shall  annually,  in  the  month  of  Jan. 
uaiy,  publish  in  at  least  two  newspapers  in  the  city  of  Portland,  a 
statement  verified  by  the  oaths  of  its  President  and  Secretary,  showing 
its  actual  financial  condition  and  amount  of  its  property  and  liabili- 
ties, and  shall  also  deposit  a copy  of  the  same  statement  in  the  office 
of  the  Secretary  of  State. 

Section  7.  Any  person  who  shall  wrongfully  use,  dispose  of  or 
release  any  part  of  the  funds  or  securities  of  this  corporation,  or  b^ 
guilty  of  any  fraud  in  the  management  of  its  affairs,  shall  be  liable  to 
the  party  injured,  for  all  damages  caused  thereby,  and  also  to  indict-  ^ 
ment  for  a misdemeanor  punishable  by  a fine  not  exceeding  one  thou- 
sand dollars,  or  imprisonment  in  the  county  jail  not  exceeding  on€ 
year,  or  both,  at  the  discretion  of  the  Court. 

Section  8.  The  Supreme  Judicial  Court  shall  have  full  jurisdic- 
tion, in  equity,  of  all  claims  or  disputes  that  may  arise  between  this 
corporation  and  any  of  its  members. 

Section  9.  The  Legislature  may,  at  any  time,  alter,  amend  or 
repeal  this  act. 


Section  10.  This  act  shall  take  effect  from  and  after  its  passage 
• and  approval  by  the  Governor. 

% — 

In  the  House  of  Rejiresentatives^  March  20,  1854. 

« This  bill,  having  had  three  several  readings,  passed  to  be  enaeted. 
Y FRANCIS  G.  BUTLER,  Speaker  pro  tern. 


In  Senate^  March  21,  1854. 

This  bill,  having  had  two  several  readings,  passed  to  be  enaeted. 

LUTHER  S.  MOORE,  President. 


Mareh  22,  1854.  Approved. 

WILLIAM  G.  CROSBY. 


SECRETARY’S  OFFICE, 


Augusta,  Mareh  30th,  1854. 

I hereby  certify  that  the  foregoing  is  a true  copy  of  the  original 
deposited  in  this  office. 


ALDEN  JACKSON, 

Secretary  of  State. 


4 


, ARTICLES  OF  ASSOCIATION. 
\ 

ARTICLE  I. 

CAPITAL. 


SECTION  I. — ENTRANCE  FEE. 

New  members  and  members  taking  new  shares  shall  pay  such  en* 
trance  fee,  in  addition  to  the  monthly  dues  from  the  commencement  of 
the  Association,  as  the  Board  of  Directors  shall,  from  time  to  time,  de- 
termine. The  rate  of  increase,  from  the  original  entrance  fee  of  two 
dollars  per  share,  shall  keep  pace  with  the  accumulation  of  interest 
and  profits  from  month  to  month. 

After  the  whole  number  of  shares,  including  those  surrendered  on 
advance,  as  well  as  those  not  surrendered,  shall  have  reached  six  hun- 
dred, the  books  of  subscription  shall  be  closed ; and  there  shall  be  no 
increase  above  that  number,  except  as  allowed  in  Article  II,  Section  I. 


SECTION  II. — MONTHLY  DUES  AND  FINES. 

Every  member  shall,  at  or  before  every  regular  meeting,  during  the 
continuance  of  the  Association,  pay  to  the  Secretary,  three  dollars  as 
monthly  dues,  for  each  share  held  by  him. 

Members,  neglecting  this  payment,  shall  pay  a fine  for  every  non- 
payment on  each  share  as  follows  : viz. 

For  the  first  montli, 

“ “ second  “ 

“ “ third  “ 

“ “ fourth 

Eve^'y  succeeding  month, 


.35 

.50 

.75 


Members,  who  have  received  money  advanced  upon  a redeemed 
share  or  shares,  shall  pay  similar  fines  for  neglect  to  pay  the  monthly  ^ 
interest  upon  the  sum  advanced  on  each  share. 

Members,  paying  within  one  week  after  the  regular  meeting,  shall 
have  one-half  the  fine  or  fines  then  due,  remitted.  All  shares,  on  which 
no  payment  has  been  made  for  six  months,  shall  be  forfeited.  Air 
payments  by  a member  shall  be  applied  to  the  oldest  charge  against  ^ 
him  on  the  books. 

Members,  paying  their  dues  or  interest  three  months  or  more  in  ad- 
vance, shall  be  entitled  to  interest  at  the  rate  of  six  per  cent,  per  an- 
num, which  interest  shall  be  credited  to  such  members  at  the  end  of 
each  year. 


ARTICLE  IL 

DISTRIBUTION  AMONG  THE  MEMBERS  BEFORE  THE  TERMINA- 
TION OF  THE  ASSOCIATION. 


SECTION  I. — ADVANCE  UPON  SURRENDER  OF  SHARES. 

At  every  regular  meeting  of  the  Association,  the  members,  upon  the 
surrender  of  their  right  to  participate  in  the  distribution  to  be  made 
at  its  final  termination,  shall  be  allowed  to  receive  an  advance  from  its 
funds,  as  hereinafter  provided. 

At  every  such  meeting,  its  funds  shall  be  put  up  to  competition  ; anj3 
the  member  bidding  the  smallest  sum  as  the  present  value  of  a share, 
shall  be  entitled  to  receive  the  sum  so  bid,  on  each  share  he  may  hold, 
and  also  upon  those  he  may  then  additionally  purchase,  not  exceed- 
ing ten  shares  in  all,  from  the  funds  then  on  hand,  or  first  thereafter 
received  by  the  Association,  upon  the  conditions  following. 

He  shall,  upon  each  of  the  shares  thus  newly  purchased,  pay  to  the 
Association,  the  entrance  fee  established  for,  and  the  monthly  dues 
from  the  first,  up  to,  and  including,  that  month  ; and  shall  give  sufficient 
real  estate  security,  satisfactory  to  the  Board  of  Directors,  for  the  pay- 
ment, monthly,  from  the  time  of  said  bid,  until  the  termination  of  the 
Association,  of  interest  at  the  rate  of  six  per  cent,  per  annum,  upon  said 


9 


wliole  sum  to  he  received  in  advance  by  him,  and  of  the  dues  upon  all 
'of  said  shares,  previously  licld  or  then  newly  purchased,  and  tlius  to 
^ he  surrendered. 

Upon  the  payment  in  advance,  of  said  sum,  by  the  Association,  said 
^ shares  shall  he  considered  and  treated  as  surrendered  to,  and  redeemed 
^by,  the  Association,  so  far  as  to  discharge  it,  its  officers  and  members 
from  all  liability  to  pay  any  sum  thereon,  in  the  final  distribution  above 
mentioned,  or  indeed  at  any  other  time  after  said  advance,  without,  on 
the  other  hand,  as  appears  above,  discharging  said  member  from  his 
liabilities  thereon,  as  specified  in  these  Articles,  or  in  the  By-Laws  of 
the  Association. 

Each  person  bidding  shall,  immediately,  upon  the  acceptance  of  his 
bid  by  the  presiding  officer,  and  before  any  other  share  is  put  up  to  com- 
petition, or  the  bidding  is  closed,  pay  to  the  Secretary,  upon  each  share 
so  bid,  an  earnest  fee  of  two  dollars,  or  such  sum  as  the  Board  of  Direc- 
tors shall,  from  time  to  time,  determine,  which  payment,  in  case  the 
surrender  of  the  share  or  shares  so  bid  shall  be  completed,  shall  be 
credited  to  said  member  as  interest ; and  in  case  of  non  completion  of 
such  surrender,  shall  belong  to  the  Association. 

The  member  thus  purchasing  an  advance  shall,  within  one  week, 
tender  to  the  Secretary,  a written  statement  of  the  location,  descrip- 
tion and  value  of  the  property  which  he  proposes  as  security  for  the 
money  to  be  advanced  by  the  Association.  If  the  Board  of  Directors, 
after  an  examination  and  report  thereon  by  the  Surveyor  and  Attor- 
ney, are  satisfied  of  the  sufficiency  of  the  security  thus  offered  the  As- 
sopiation  and  with  the  title  thereto,  they  shall  advance  the  amount  to 
the  member  upon  the  execution  of  the  necessary  legal  papers. 

In  case  the  member  should  wish  to  erect  buildings,  the  money  shall 
be  advanced  in  sums  necessary  for  the  prosecution  of  the  work,  till  its 
completion,  the  Association  executing  an  agreement  to  that  effect,  at 
its  OAvn  expense.  In  such  case,  the  member  shall  produce  a written 
certificate  from  the  builder  engaged  in  the  erection  of  the  building, 
certified  by  the  Surveyor  of  the  Association,  of  the  sum  necessary  for 
such  purpose.  But  no  money  shall  be  advanced  for  the  purpose  of 
building  until  the  first  story  of  the  premises  shall  have  been  erected, 
(unless  the  Board  of  Directors  are  satisfied  that  it  is  safe  and  proper 
so  to  do,)  and  a bond  and  mortgage,  under  the  direction  of  the  At- 


10 


torney  shall  have  been  executed  and  delivered  by  the  member  to  the 
Association. 

But  no  member  shall,  either  directly  or  indirectly,  receive  any  ad-  ^ 
vance  on  more  than  ten  shares,  held  by  or  for  himself,  in  his  own  name 
or  in  the  name  of  another. 




SECTION  II. — MORTGAGED  PREMISES  TO  BE  KEPT  INSURED  AND 
FREE  PROM  TAXES,  ETC. 

All  property  mortgaged  to  this  Association  shall  be  kept  fully  in- 
sured against  fire,  in  some  good  office  to  be  approved  by  the  Board  of 
Directors,  and  the  policy  shall  be  assigned  to  the  Association,  unless 
the  Directors  deem  the  security  sufficient  without  it.  If  the  premium 
is  paid  by  the  Association,  it  shall  be  charged  to  the  member  mortgag- 
ing the  premises,  who  shall  repay  the  amount  of  each  premium  at  the 
time  his  next  subscription  falls  due.  He  shall  also  keep  the  property 
free  and  clear  from  all  arrears  of  ground  rent,  taxes,  water-rent,  and 
assignment.  In  case  default  be  made  in  payment,  the  Secretary  shall 
pay  the  same  immediately  out  of  the  funds  of  the  Association,  and 
charge  the  same  to  the  member,  who  shall  be  fined,  at  the  discretion  of 
the  Board  of  Directors,  in  any  amount  not  exceeding  one  dollar  for 
each  default,  and  the  mortgaged  premises  shall  be  subject  to  all  such 
charges  and  fines. 

SECTION  III. — APPLICATION  OF  INSURANCE  MONEY.  ^ 

In  case  of  the  loss  or  damage  by  fire  of  any  building  mortgaged  to 
the  Association  and  insured,  the  amount  of  such  insurance  shall  be 
received  by  the  Directors  of  the  Association,  and  advanced  to  the  mem- 
ber for  the  purpose  of  rebuilding  the  same,  in  the  same  manner  as  if 
it  were  a new  loan,  that  is,  as  provided  in  the  last  paragraph  but  one  of 
Section  I.,  Art.  II.  And  if  the  amount  so  received  shall  exceed  the 
cost  of  rebuilding  the  premises  in  as  good  a manner  as  they  were 
originally,  then  the  balance  shall  be  handed  over  to  the  member, 
or  be  taken  by  the  Association  on  account  of  his  subscription,  &c.,  at 
his  option. 


11 


SECTION  IV.— REDEMPTION  OF  MORTGAGED  PREMISES. 

* Any  member,  whose  share  or  shares  have  been  surrendered  to  the 
lAssociation  for  an  advance  upon  mortgage,  as  provided  in  the  first 
section  of  this  Article,  may  redeem  his  premises  from  mortgage  to  the 
^A^ssociation,  and  receive  a full  discharge  from  all  liability  for  further 
payment  thereto,  at  any  time,  by  paying  such  a sum  as  shall,  with  the 
monthly  dues  previously  paid  by  him,  amount  to  a sum  equal  to  that 
which  he  received  as  the  present  value  of  his  share  or  shares,  together 
with  an  additional  sum  at  a rate  of  two  per  cent  per  annum,  upon  the 
said  present  value,  from  the  time  of  his  bid  till  the  completion  of  said 
redemption. 

Provided,  that  no  member  shall  be  allowed  such  a discharge,  at  any 
time  before  the  final  termination  of  the  Association,  by  the  payment 
as  above,  of  any  less  sum  than  that  of  two  hundred  and  eighty  eight 
dollars  ; nor  by  any  payment,  unless  said  member  is  clear  of  indebted- 
ness upon  the  books. 


SECTION  V. — WITHDRAWAL  OF  SHARES. 

In  case  of  the  death  of  any  member,  the  amount  paid  by  him  to  the 
Association,  as  monthly  dues,  shall  be  repaid  to  his  widow,  next  of  kin, 
or  heirs  at  law,  or  the  share  or  shares  of  said  deceased  shall  belong  to 
tl^  same,  who  shall  enjoy  the  same  benefit  and  advantages,  and  be 
subject  to  the  same  liabilities  as  the  original  holder  enjoyed  and  was 
subject  to. 

After  the  first  year  from  the  commencement  of  the  Association,  in 
ca^e  any  shareholder  desires  to  withdraw  from  it,  he  may  give  thirty 
days  notice  of  such  desire  to  the  Secretary ; and  the  Board  of  Direc- 
tors may,  if  they  see  fit,  order  the  amount  of  monthly  dues  paid  to  the 
Association,  by  the  shareholder  aforesaid,  to  be  repaid  to  him. 

After  the  second  year,  shareholders,  withdrawing  as  above,  shall  be 
allowed  and  paid  an  interest  of  four  per  cent,  and  after  the  third  year, 
of  five  per  cent,  per  annum,  on  said  amount  of  monthly  dues  by  them 
paid. 


12 


ARTICLE  III. 

TEKMINATION  OF  THE  ASSOCIATION. 

Whenever  it  shall  appear  by  the  books  of  the  Association,  that  there  ^ 
is  sufficient  money  on  hand  and  due  the  Association,  over  and  above 
all  its  debts  and  liabilities,  to  pay  on  each  unredeemed  share,  to  the  hold^  \ 
er  thereof.  Eight  Hundred  Dollars;  then,  all  arrears  of  monthly  dues,  ^ 
interest,  fines  and  otherwise  shall  be  collected  at  once,  and  the  Board  of 
Directors,having  first  paid  and  satisfied  all  said  debts  and  liabilities,  shall 
pay  to  the  owner  of  each  unredeemed  share,  an  equal  dividend  of  all 
sums  on  hand,  and  which  shall  afterwards  be  received,  until  the  whole 
shall  be  divided  ; and  from  the  time  of  the  commencement  of  such  dis  - 
tribution, no  further  monthly  dues  shall  be  payable,  except  that  all  ar- 
rears shall  be  fully  paid  up  ; and  upon  the  completion  of  such  distribu- 
tion, the  President  shall  deliver  to  each  mortgagor,  who  has  complied 
with  the  conditions  of  his  mortgage,  a discharge  and  satisfaction  thereof. 

After  the  full  performance  of  the  forementioned  collection,  payment, 
distribution  and  discharge,  in  accordance  with  the  provisions  of  these 
Articles  of  Association,  and  with  the  directions  of  its  By-Laws,  as 
they  may  be  established  from  time  to  time,  under  its  Charter,  this  As- 
sociation shall  cease  to  exist ; and  it  shall  not  sooner  be  dissolved,  nor 
shall  this  Article  be  amended,  altered  or  repealed,  without  the  unan- 
imx)U3  consent  of  all  the  members  belonging  thereto. 


ARTICLE  lY.  ^ 

EFFECT  OF  ENTRIES  MADE  BY  SECRETARY. 

The  entries  made  by  the  Secretary  in  the  books  under  his  charge,  in 
all  matters  relating  to  his  office,  shall  be  prima  facie  evidence  of  all 
the  facts  so  entered,  in  all  questions,  suits,  controversies,  and  disputes 
between  this  Assoeiation,  the  Officers  or  members  thereof,  and  any 
other  persons.  Any  member,  feeling  aggrieved  by  any  entry  made  in 
respect  to  him,  may  appeal  to  the  Association  at  a regular  meeting, 
and  the  decision  made  thereon  shall  be  final  and  conclusive. 


13 


ARTICLE  V . 

AMENDMENT  OF  THESE  ARTICLES. 


^ SECTION  I.— GENERAL  PROVISION. 

These  Articles,  except  the  third,  may  be  altered,  amended,  sus- 
pended or  repealed,  by  a vote  of  two  thirds  of  the  members  present, 
at  any  regular  meeting,  upon  a call  of  the  yeas  and  nays,  a written 
proposition  therefor  having  been  read  at  three  such  meetings.  But  the 
vested  rights  of  no  member  of  the  Association  shall  be  affected  by 
such  change,  without  his  consent  thereto. 


SECTION  II. — CHANGE  OF  SECURITY. 

The  authority  to  amend,  specified  in  the  preceding  section,  is  intend- 
ed to  include  the  authority  to  change  the  nature  of  the  security  to  be 
required  of  members  hereafter  taking  advances,  and  the  purposes  for 
which  such  advances  are  taken  ; and  such  change  may  be  made,  pro- 
vided, that  a majority  of  the  Board  of  Directors  shall,  after  the  pres- 
ent value  of  shares  have  reached  the  sum  of  three  hundred  dollars, 
report  to  the  Association  their  belief,  and  the  grounds  of  the  same, 
that  such  change  will  tend  to  hasten  the  time  of  its  termination, 
and  to  benefit  those  members  who  have  previously  taken  advances 
i\*)on  the  security  and  for  the  purposes  now  specified  in  its  charter,  and 
shall  recommend  that  an  alteration  in  said  charter  to  that  effect,  be 
asked  for  from  the  Legislature. 

•»  


SECTION  III. — RESTRICTION  OF  ADVANCES. 

The  right  of  members  to  purchase  new  shares  for  the  purpose  of 
surrendering  the  same,  and  obtaining  advances  thereon , may  be  restrict- 
ed or  taken  away,  by  a vote  of  the  Association,  upon  a motion  to  that 
effect,  made  at  a previous  meeting. 


BY-LAWS 


CHAPTER  I. 

OP  MEETINGS. 


SECTION  I. 

TIME  OF  MEETINGS. 

This  Association  shall  hold  regular  meetings  on  the  first  Friday  of 
each  month.  The  hour  of  meeting  shall  be  half-past  seven  o’clock, 
P.  M.,  from  the  first  Friday  in  April,  to  the  first  Friday  in  September ; 
and  seven  o’clock,  P.  M.,  for  the  other  part  of  the  year. 

Every  meeting  may  be  adjourned  from  day  to  day,  until  all  its  bus- 
iness is  completed. 

■ ^ SECTION  II. 

^ QUORUM. 

Twelve  members  shall  constitute  a quorum  for  the  transaction  of 
business. 

SECTION  III. 

VOTES. 

Each  member,  who  shall  not  be  in  arrears  two  months,  shall  be  en- 
titled to  one  vote.  At  the  annual  election,  the  roll  of  members  shall 
be  called,  and  the  Secretary  shall  declare  what  members  are  in  arrears 
two  months. 


16 


Members  may  vote  by  written  proxy,  to  be  filed  with  the  Secretary 
before  such  voting. 

In  case  of  the  death  of  any  member,  when  there  is  more  than  one 
executor  or  administrator  of  the  deceased’s  estate,  the  first  named  only 
in  the  letters  testamentary  or  of  administration  shall  vote  at  the  meet- 
ings of  the  Association. 

SECTION  IV. 

RULES  OP  ORDER. 

The  members  of  this  Association,  at  any  regular  meeting,  may 
adopt  such  rules  of  order  for  the  government  of  its  meetings  as  shall 
be  necessary  ; and  alter,  amend,  or  suspend  the  same  from  time  to 
time ; provided  that  the  same  shall  not  conflict  with  the  Charter,  Arti- 
cles or  By-Laws  of  the  Association. 


CHAPTER  II. 

OF  OFFICERS. 


SECTION  I. 

OFFICERS  AND  HOW  CHOSEN. 

The  officers  of  this  Association  shall  be  a Secretary,  Seven  Direc- 
tors, a President,  Vice  President,  Surveyor  and  Attorney  ; and  these 
officers  shall  constitute  the  Board  of  Directors.  ^ 

The  Secretary,  whose  election  is  permanent,  shall  continue  in  office, 
during  the  continuance  of  the  Association,  unless  removed  as  herein- 
after provided. 

The  other  officers  above  named,  shall  be  elected  by  ballot,  on  five 
separate  tickets,  in  the  order  named,  annually,  at  the  regular  meeting 
in  the  month  of  September,  the  first  election  taking  place  in  Septem- 
ber next, ; and  unless  removed,  shall  hold  office  until  others  are  elect- 
ed in  their  stead. 


17 


SECTION  II. 

^ WHEN  OFFICES  ARE  VACANT. 

Upon  the  removal  of  any  of  the  Officers  mentioned  in  the  first  sec- 
^tion  of  this  chapter,  to  a distance  of  thirty  miles  from  this  city,  or 
upon  the  dcatli,  resignation,  or  removal  from  office  of  any  officer,  or 
upon  his  ceasing  to  be  the  holder  of  a share  entitled  to  vote,  his  office 
shall  be  deemed  vacant,  and  another  shall  be  elected  in  his  stead,  at  the 
next  regular  meeting. 


SECTION  III. 


REMOVAL  OF  OFFICERS. 


Any  Officer  of  the  Association  may  be  removed  for  misconduct, 
neglect  of  duty,  or  other  sufficient  cause.  All  charges  against  any 
such  officer  shall  be  made  in  writing,  signed  by  the  members  making 
the  same,  and  shall  be  directed  to  the  President,  or  Vice  President, 
who  shall  lay  the  same  before  the  Board  of  Directors  at  their  next 
!fn.eeting  — giving  notice  to  the  person  against  whom  the  charges  are 
made. 

Should  a majority  of  the  Board  of  Directors  after  investigation  be 
of  the  opinion  that  the  charges  are  sustained,  and  of  sufficient  import^ 
Of  ce,  they  may  remove  the  officer  thus  found  guilty.  The  officer  thus 
removed  may  appeal  to  the  members  of  the  Association  at  their  next 
meeting,  giving  previous  notice  to  the  President  of  his  intention  to 
do  so ; and  at  that  meeting  the  charges  may  be  again  investigated  ^ 
and  the  officer  may  be  restored,  provided  a vote  of  two-thirds  of  the 
members  shall  so  determine.  The  vote  of  the  Board  of  Directors, 
and  of  the  Association  shall,  in  all  such  cases,  be  taken  by  ballot. 

During  the  pendency  of  the  appeal,  the  officer  shall  be  suspended 
from  all  his  official  duties  and  privileges. 


18 

CIIAPTEK  III. 

OE  DUTIES  AND  COMPENSATION  OP  OFFICERS. 


SECTION  1. 

DUTY  OF  PRESIDENT  AND  VICE  PRESIDENT. 

The  President  shall  preside  at  all  meetings  of  the  Association,  and 
of  the  Board  of  Directors. 

When  he  is  absent,  the  Tice  President  shall  perform  all  the  duties 
of  his  office ; and  in  the  absence  of  both,  a President  pro  tempore  may 
be  appointed  from  and  by  the  Directors  present,  at  any  meeting  of  the 
Board  or  of  the  Association. 


SE  CTION  11. 

Duties  op  the  board  of  directors. 

The  Board  of  Directors  shall  have  the  general  supervision,  direc» 
tion  and  management  of  the  affairs  of  the  Association. 

They  shall  select  some  Bank,  doing  business  in  the  city  of  Portland, 
for  the  deposit  of  the  monies  of  the  Association ; and  no  money  shall 
be  withdrawn  from  the  Bank,  when  deposited,  except  by  a vote  of  the 
Board,  and  upon  a check  drawn  by  the  President,  to  the  order  of  the 
person  to  whom  it  is  to  be  paid,  and  countersigned  by  the  Secretary,  lii 
the  absence  of  the  President,  the  Tice  President  may  sign  in  his 
stead ; and  in  the  absence  of  both,  or  of  the  Secretary,  the  Board  of 
Directors  shall  authorize  one  of  their  number  to  sign  the  checks  ^n 
place  of  the  person  so  absent. 

They  shall  judge  of  the  sufficiency  of  the  value  of  all  property 
offered  by  members  as  security  for  advances  to  be  made  by  the  Asso- 
ciation. 

They  shall  have  the  custody  of  all  documeuts  of  the  Association. 

They  shall  provide  a suitable  seal  for  the  Association,  to  be  in  cus- 
tody of  the  Secretary. 

They  shall,  from  time  to  time,  during  the  continuance  of  the  Asso- 
ciation, determine  the  entrance  fee  for  each  succeeding  month. 


10 


They  slmll,  at  the  meeting  held  for  tlic  annual  election  of  officers , 
and  before  such  election  takes  place,  make  a report  of  the  condition 
and  correctness  of  the  accounts  of  the  oflicers  of  the  Association,  to- 
gether with  a full  statement  of  all  receipts  and  payments  of  the  past 
J^car,  and  showing  tlic  number  of  shares  redeemed  and  unredeem- 
^ ed,  the  names  of  members,  and  tho  number  of  shares  held  by  each 
the  names  of  mortgagors,  and  a brief  description  of  the  mortgaged 
premises,  and  such  further  particulars  as  shall,  in  their  judgment,  be 
important. 


SECTION  III. 

^'INANCE  COMMITTEE  AND  THEIR  DUTIES. 

Three  of  the  Directors  in  rotation  shall  constitute  the  Finance 
Committee,  and  they  shall  be  so  arranged  by  the  President,  that  one 
shall  go  off  from  the  Committee  every  third  month.  They  shall  au- 
dit the  accounts  of  the  officers  and  all  bills  against  the  Association^ 
and  shall,  at  all  times,  have  access  to  the  Books,  belonging  to  the  Asso- 
ciation, and  report  quarterly.  All  Bills,  for  expenses  authorized  by 
the  Association  or  Board  of  Directors,  which  shall  be  certified  by  tho 
Finance  Committee  to  be  correct,  shall  be  paid . 

SECTION  IV. 

, secretary’s  DUTIES. 

The  Secretary  shall,  immediately  upon  his  election  and  accept* 
ance  of  the  office,  execute  a bond  to  the  Association,  with  one  or  more 
sufficient  sureties,  to  be  approved  by  the  Board  of  Directors,  for  the 
^lithful  discharge  of  his  duties,  and  further  conditioned  that  he  will 
fully  indemnify  and  save  harmless  the  Association,  from  and  against 
any  loss  of  money  by  him  received. 

He  shall  attend  all  meetings  of  the  Association  and  of  the  Board  of 
Directors,  with  the  books  and  papers  necessary  for  the  transaction  of 
the  business  of  said  meeting  ; and  shall  faithfully  and  truly  record  the 
proceedings  of  all  such  meetings. 

Before  the  adjournment  of  each  meeting,  he  shall  read  the  minutes 
thereof,  which  shall  be  corrected  and  ordered  for  engrossment.  At  the 


20 


next  meeting,  the  minutes  shall  he  read  from  tlie  engrossment,  and  If 
no  further  corrections  are  made,  shall  be  final. 

He  shall  receive  all  monies  paid  to  the  Association  ; and  shall,  with- 
out  delay,  deposit  the  same  in  the  Bank,  selected  by  the  Board  of 
Directors,  to  the  credit  of  the  Association  5 and  until  the  same  shall  be  .. 
so  deposited,  he  shall  be  responsible  therefor. 

He  shall  keep  a book  for  the  subscription  of  shares,  a book  for  the 
registry  of  the  names,  occupation  and  residence  or  place  of  business 
of  the  members  of  the  Association,  the  books  of  account  between  the 
Association  and  its  members,  and  others  if  need  be,  and  all  books 
which  the  President  may  find  convenient  for  the  business  of  the  Asso* 
ciation.  He  shall  at  each  meeting  of  the  Association,  lay  before  the 
presiding  officer,  a list  of  the  members  who  are  two  months  in  arrears, 
and  of  the  sums  and  accounts  in  which  each  is  so  in  arrears. 

He  shall  attend  at  the  regular  place  of  business  of  the  Association, 
at  the  times  specified  by  the  Board  of  Directors ; and  the  books  kept 
by  him  shall,  at  all  reasonable  times,  be  open  to  the  inspection  of  any 
member. 

He  shall,  under  the  direction  of  the  President,  serve  all  notices,  and 
conduct  the  correspondence  of  the  Association, 


SECTION  V. 

SURVnYOE^S  jDtJTlES^ 

II  shall  be  the  duty  of  the  Surveyor  of  the  Association  to  exam* 
ine  personally  all  property  offered  as  security  for  advances  to  be  made 
by  the  Association,  immediately  upon  being  furnished  with  the  loca* 
lion  and  description  of  the  property.  He  shall,  thereupon  and  without 
delay,  report  to  the  Board  of  Directors,  a full  and  minute  description 
of  such  premises  as  he  has  examined,  together  with  the  value  thereof, 
which  statement  and  opinion  shall  be  in  writing,  and  shall  be  filed  with 
the  papers  connected  with  such  property. 


21 


SECTION  VI. 

’ attorney’s  duties. 

A It  shall  be  the  duty  of  the  Attorney  to  examine  all  titles  to  property 
offered  as  security  to  the  Association,  and  to  present  a written  state- 
^ment  of  such  title  and  his  opinion  thereon  to  the  Board  of  Directors. 

He  shall  prepare  all  bonds,  mortgages  and  all  other  legal  documents 
to  be  taken  or  given  by  the  Association,  in  the  course  of  its  business  ; 
shall  see  that  the  same,  required  to  be  recorded,  are  recorded  immedi- 
ately upon  their  execution,  and  thereupon  deposited  in  the  proper  cus- 
tody ; and  shall  transact  all  its  law  business. 

SECTION  VII. 

COMPENSATION  OF  THE  SECRETARY,  SURVEYOR  AND  ATTORNEY. 

For  his  services,  the  Secretary  shall  receive  such  compensation  as 
shall,  from  time  to  time,  be  fixed  by  the  Board  of  Directors. 

The  fees  of  the  Attorney  and  Surveyor  shall  be  paid  by  the  party 
dealing  with  the  Association ; and  in  default  of  payment,  shall  be 
charged  against  said  party  on  the  books  of  the  Association.  In  all 
disputes  as  to  the  amount  of  these  charges,  the  same  shall  be  determin- 
ed by  the  Board  of  Directors. 

For  legal  services  rendered  the  Association,  the  Attorney  shall  re- 
ceive therefrom  a proper  compensation. 


4 

CHAPTER  IV. 

OF  TRANSFERS. 

t 

SECTION  I. 

TRANSFER  OF  SHARES. 

Any  member,  not  being  indebted  on  the  books  of  the  Association 
may  transfer  his  or  her  share  or  shares  to  any  person,  who  is,  or  shall 
become  a member,  and  pay  a transfer  fee  of  twenty-five  cents  per  share. 
In  such  case,  the  assignee  shall  be  entitled  to  all  the  privileges  of  the 
original  holder. 


22 


SECTION  II. 

CHANGE  OF  MORTGAGED  PREMISES  FOR  OTHERS. 

In  case  any  mortgagor  to  this  Association  shall  wish  to  change  the  , 
mortgage  from  the  original  mortgaged  premises,  he  may  do  so,  upon 
giving  security  of  sufficient  value,  to  be  approved  by  the  proper  officers, 
and  paying  a transfer  fee  of  one  dollar  per  share,  and  thereupon  he  shalt. 
receive  a discharge  of  the  original  mortgage. 


CHAPTER  V. 

OF  FUNDS. 

SECTION  I. 

INVESTMENT  OF  SURPLUS  FUNDS. 

All  funds  of  the  Association,  beyond  what  shall  he  required  for  ad- 
vance to  members,  shall  be  invested  upon  such  security  as  shall  be  re- 
commended and  approved  by  the  Board  of  Directors. 


SECTION  II. 

GENERAL  FUND. 

All  fines,  monthly  dues,  fees,  bonds,  premiums,  and  interest  received 
by  the  Association  shall  be  considered  as  assets  thereof,  and  be  applied 
to  the  general  fund ; and  all  money  received  by  the  Association  shalj 
be  bankable. 


CHAPTER  VI. 

AMENDMENT  OF  BY-LAWS. 

These  By-Laws  may  be  amended,  altered  or  repealed,  at  any  regu- 
lar meeting  of  the  Association,  by  vote  of  a majority  of  members 
present,  upon  a written  report  to  that  eifect,  from  a committee  raised 
for  that  purpose  at  a previous  regular  meeting.  But  one-third  of  those 
present  shall  have  power  to  postpone  action  upon  said  report,  to  the 
next  regular  meeting. 

The  effect  of  any  change  in  these  By-Laws  is  intended  to  be  limited 
as  is  provided  in  reference  to  the  Articles  of  Association. 


23 


^ RULES  OF  ORDER. 

\r  

1.  Precisely  at  the  time  for  holding  the  meeting,  the  President,  or, 
in  his  absence,  the  Vice  President,  or,  in  their  absence,  the  Secretary 
or  some  other  officer  of  the  Association,  shall  take  the  chair  and  call 
the  meeting  to  order. 

2.  The  order  of  business  shall  be  as  follows  : 

1.  Reading  of  Minutes  of  last  Meeting  and  action  thereon. 

2.  Reports  of  Committees. 

3.  Unfinished  Business. 

4.  New  Business. 

5.  Bidding  for  the  Purchase  of  Advance  upon  Shares. 

6.  Review  of  the  Minutes  of  that  Meeting. 

Adjournment. 

At  the  meeting  for  the  annual  election  of  officers,  the  reading  and 
disposition  of  the  annual  report  shall  be  second,  and  the  annual  election 
third  in  the  above  order,  the  other  business  following  in  the  course. 

The  old  officers  shall  complete  the  advances  purchased  at  that  meet- 
ing ; and  the  President  in  office  shall  retain  the  chair  till  the  meeting 
adjourn. 

3.  Bidding  for  the  purchase  of  advances  shall  be  conducted  by  the 
presiding  officer  in  this  form : He  shall  first  announce,  in  substance, 
the  following  abstract  of  conditions  to  be  complied  with  by  the  success- 
ful bidder. 

^e  must,  as  soon  as  his  bid  is  accepted  as  the  highest,  pay  an  earn- 
est fee  of  two  dollars  per  share,  which  will  be  forfeited,  if  he  fails  to 
comply  with  the  terms  required  of  members  procuring  an  advance. 

He  must,  within  one  week,  tender  to  the  Seeretary  a written  state- 
ment of  the  property  which  he  proposes  as  security  for  the  money  to 
be  advanced. 

The  real  estate  must  be  of  considerable  more  value  than  the  amount 
of  the  advance. 

It  must  be  unincumbered,  or,  if  incumbered,  the  incumbrance  must 
be  removed  before  or  with  the  advance. 


24 


No  advance  will  be  made  for  the  purpose  of  building  until 
story  of  the  building  shall  have  been  erected,  unless  the  Board] 
rectors  especially  consent  thereto. 

He  must  pay  the  fees  of  the  Attorney  and  Surveyor,  and  pro(| 
mortgage  to  be  recorded. 

No  member  will  be  allowed,  directly  or  indirectly,  an  advd 
more  than  ten  shares,  and  of  this  fact,  the  Board  of  DirectO]] 
judge. 

No  member,  in  person  or  by  proxy,  will  be  allowed  to  bid  fl 
self  and  for  another  or  others  at  the  same  bid,  even  though  th(| 
number  of  shares  so  bid  should  not  be  more  than  ten. 

No  member  after  his  bid  has  been  accepted,  will  be  allowec| 
again  the  same  evening,  for  himself  or  another. 

For  fuller  specification  of  these  conditions,  he  is  referred  to  orl 
cles  of  Association  and  By-Laws,  and  Charter,  and  more  espec| 
Article  II,  and  to  Chapter  III  of  the  By-Laws. 

Of  compliance  or  non-compliance  with  these  conditions,  the| 
of  Directors  are  to  be  the  sole  and  final  judge. 

He  shall  then  announce  as  follows  ; 

We  are  now  ready  to  redeem  our  stock,  not  more  than  ten  shj 
one  member.  What  is  the  lowest  sum  which  any  member  wj 
per  share,  this  month  ? 

The  bidding  shall  be  oral,  and  may  be  made  by  or  on  behalf 
shareholder.  When  an  offer  shall  be  made,  and  no  other  be  mad 
in  a reasonable  time,  the  presiding  officer  shall  announce  the  b 
name.  Should  two  or  more  claim  to  be  the  bidder,  and  it  shall 
that  the  claimants  bid  the  highest  sum,  the  biddings  shall  here- 
to receive  further  offers. 

4.  When  the  yeas  and  nays  are  called,  tne  Secretary  shall  ] 
with  the  roll,  first  calling  the  member’s  name,  and  if  he  be  absenj 
ing  the  proxy. 

5.  The  usual  legislative  rules  of  order  shall  govern  the  meetil 
less  otherwise  herein  provided,  to  be  determined  by  the  presidi| 
cer,  subject  to  reversal  on  appeal. 

6.  These  Rules  may  be  suspended  at  any  meeting  by  a two| 
vote. 

7.  These  Rules  may  be  altered  or  amended  at  any  regular  i| 
by  a two-thirds  vote,  upon  one  month’s  notice  being  given 
proposed  alteration  or  amendment. 


UNIVERSITY  OF  ILLINOIS-URBANA 


